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RAIDEN RESOURCES LIMITED — Capital/Financing Update 2019
Oct 21, 2019
65675_rns_2019-10-21_3fdbcd40-bde4-4e1d-9e92-f386ac22c433.pdf
Capital/Financing Update
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ASX RELEASE | 22 nd October 2019

SECONDARY TRADING NOTICE
Raiden Resources Limited (ASX: RDN) ('Raiden' or the 'Company') confirms that it has issued 21,000,000 fully paid ordinary shares at nil consideration ('Collateral Shares') to Acuity Capital Investment Management Pty Ltd (ACN 132 459 093) ('Acuity Capital') pursuant to the controlled placement agreement ('CPA') with Acuity Capital (see ASX announcement dated 2 July 2019).
The Collateral Shares were issued under the Company's 15% placement capacity under Listing Rule 7.1 as outlined in the Appendix 3B announced on the ASX platform on 22nd October 2019.
Secondary Trading Notice (the 'Notice') Pursuant to Paragraph 708A(5)(e) of the Corporations Act 2001 (the 'Act')
The Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A of the Act. By giving this notice, a sale of the Collateral Shares noted above will fall within exemption in section 708A(5) of the Act.
The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:
- (a) The Company has issued the Shares without disclosure to investors under Part 6D.2 of the Act;
- (b) as at the date of this Notice, the Company has complied with provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and;
- (c) as at the date of this notice, there is no excluded information of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act.
QUICK STATS
ASX Code: RDN Shares on Issue: 431.4 million Market Cap: $3.88 million Cash: $1.75m (at 30 June '19)
BOARD & MANAGEMENT
Non- Executive Chairman Mr Michael Davy
Managing Director Mr Dusko Ljubojevic
Non-Executive Directors Mr Martin Pawlitschek
Company Secretary Ms Kyla Garic
ASSET PORTFOLIO
Stara Planina - Serbia (JV with local entity – path to 100% - 46km2 )
Donje Nevlje - Serbia (100% – 74km2 )
Majdanpek West - Serbia (Rio JV - 100% - 76km2 )
Zupa - Serbia (100% Raiden – 85km2 )
Pirot - Serbia (Executing Application – 16km2 )
Bor – Serbia (Partially granted/ pending application - 100% - ~28km2 )
Vuzel - Bulgaria (JV with local entity – path to 100% ~26.5 km2 )
Kalabak - Bulgaria (JV with local entity – path to 75% ~191 km2)
Zlatusha - Bulgaria (JV with local entity – path to 75% ~195 km2)
Significant further ground holding currently under review.

As previously announced, the Company is continuing to review opportunities in the resource sector in line with the objective criteria set out by the Board. The Company advises that as at the date of this notice, it is undertaking negotiations and due diligence investigations into such potential project acquisition opportunities. These negotiations and investigations are incomplete and confidential and there can be no certainty that any agreement or agreements can be reached or that any transaction will eventuate. No binding commercial terms have been agreed between the parties. Accordingly, no investment decision should be made on the basis of this information. The Company will provide updates in accordance with its continuous disclosure obligations.
Yours faithfully,
Kyla Garic Company Secretary
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement, application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13
Name of entity
RAIDEN RESOURCES LIMITED
ABN
68 009 161 522
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
1 +Class of +securities issued or to be issued
- Fully paid ordinary shares
-
- 21,000,000
- 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
- 3 Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
- Fully paid ordinary shares
+ See chapter 19 for defined terms.
- Yes, the fully ordinary shares will rank equally to the existing quoted fully paid
ordinary shares.
4 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities?
If the additional +securities do not rank equally, please state:
- the date from which they do
- the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
- the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
- 5 Issue price or consideration 1. Nil
- 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)
- 6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?
If Yes, complete sections 6b – 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i
- 6b The date the security holder resolution under rule 7.1A was passed
- 6c Number of +securities issued without security holder approval under rule 7.1
- 6d Number of +securities issued with security holder approval under rule 7.1A
- 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
| N/A | |||
|---|---|---|---|
- Controlled Shares issued pursuant to the Controlled Placement Facility with Acuity Capital, as announced on 2 July 2019
No
N/A
N/A
N/A
- See chapter 19 for defined terms.
- 6f Number of +securities issued under an exception in rule 7.2
- 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.
- 6h If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
- 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements
- 7 +Issue dates
Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
- 8 Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)
- 9 Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)
| 108,550,000 | Fully paid ordinary sharesescrowed for 24 monthsfrom quotation |
|---|---|
| 5,375,000 | A class performanceshares |
| 5,375,000 | B class performanceshares |
| 6,450,000 | C class performanceshares |
| 57,125,000 | A class performanceshares, escrowed for 24months from quotation |
| 57,125,000 | B class performanceshares, escrowed for 24months from quotation |
322,880,796 Fully paid ordinary shares
N/A
N/A
N/A
7.1- 30,564,619
7.1 A – 41,043,080
22 October 2019
Number +Class
+ See chapter 19 for defined terms.
| 68,550,000 | C class performanceshares, escrowed for 24months from quotation |
|---|---|
| 32,000,000 | Unlisted options withexercise price of $0.02and expiring 3 years fromissue date |
| 18,000,000 | Unlisted options withexercise price of $0.02and expiring 3 years fromissue date, escrowed for24 months fromquotation |
| 10,000,000 | Performance rightssubject to 20-day VWAPof $0.02 or higher within12 months from issuedate |
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
N/A
N/A
N/A
N/A
Part 2 - Pro rata issue
- 11 Is security holder approval required? N/A
- 12 Is the issue renounceable or nonrenounceable?
- 13 Ratio in which the +securities will be offered
- 14 +Class of +securities to which the offer relates
- 15 +Record date to determine entitlements
- N/A
- 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
| N/A | |||
|---|---|---|---|
+ See chapter 19 for defined terms.
- See chapter 19 for defined terms.
| 17 | Policy for deciding entitlements in | N/A | ||
|---|---|---|---|---|
| relation to fractions |
18 Names of countries in which the entity has security holders who will not be sent new offer documents
Note: Security holders must be told how their entitlements are to be dealt with.
Cross reference: rule 7.7.
- 19 Closing date for receipt of acceptances or renunciations
- 20 Names of any underwriters N/A
- 21 Amount of any underwriting fee or commission
- 22 Names of any brokers to the issue N/A
- 23 Fee or commission payable to the broker to the issue
- 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders
- 25 If the issue is contingent on security holders' approval, the date of the meeting
- 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled
- 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
- 28 Date rights trading will begin (if applicable)
- 29 Date rights trading will end (if applicable)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
- 30 How do security holders sell their entitlements in full through a broker?
- 31 How do security holders sell part of their entitlements through a broker and accept for the balance?
- 32 How do security holders dispose of their entitlements (except by sale through a broker)?
| N/A | |||
|---|---|---|---|
N/A
N/A
33 +Issue date N/A
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
- 34 Type of +securities (tick one)
- (a) +Securities described in Part 1
- (b) All other +securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
| 35 | If the +securities are +equity securities, the names of the 20 largest holders of the |
|---|---|
| additional +securities, and the number and percentage of additional +securities | |
| held by those holders |
36 If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional +securities
+ See chapter 19 for defined terms.
Entities that have ticked box 34(b)
38 Number of +securities for which +quotation is sought N/A 39 +Class of +securities for which quotation is sought N/A 40 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities? If the additional +securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment N/A 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another +security, clearly identify that other +security) N/A Number +Class 42 Number and +class of all +securities quoted on ASX (including the +securities in clause 38) N/A N/A
+ See chapter 19 for defined terms.
Quotation agreement
- 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
- 2 We warrant the following to ASX.
- The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
- There is no reason why those +securities should not be granted +quotation.
- An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
- Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
- Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.
- If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
- 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
- 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
| Sign here: | Date: 22.10.2019 | |
|---|---|---|
| (Company secretary) |
Print name: Ms Kyla Garic.................................
+ See chapter 19 for defined terms.
Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities
Introduced 01/08/12 Amended 04/03/13
Part 1
| Rule 7.1 – | Issues exceeding 15% of capital | ||
|---|---|---|---|
| Step 1: Calculate "A", the base figure from which the placementcapacity is calculated | |||
| Insert number of fully paid +ordinarysecurities on issue 12 months before the+issue date or date of agreement to issue | 410,430,796 | ||
| Add the following: | |||
| Number of fully paid +ordinary securities•issued in that 12 month period under anexception in rule 7.2 | Nil | ||
| Number of fully paid +ordinary securities•issued in that 12 month period withshareholder approval | NilNil | ||
| Number of partly paid +ordinary•securities that became fully paid in that12 month period | |||
| Note: | |||
| •Include only ordinary securities here –other classes of equity securities cannotbe added | |||
| •Include here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexed | |||
| •It may be useful to set out issues ofsecurities on different dates as separateline items | |||
| Subtract the number of fully paid +ordinarysecurities cancelled during that 12 monthperiod | Nil | ||
| "A" | 410,430,796 |
+ See chapter 19 for defined terms.
| Step 2: Calculate 15% of "A" | ||
|---|---|---|
| "B" | 0.15 | |
| [Note: this value cannot be changed] | ||
| Multiply "A" by 0.15 | 61,564,619 | |
| Step 3: Calculate "C", the amount of placement capacity under rule7.1 that has already been used | ||
| Insert number of +equity securities issuedor agreed to be issued in that 12 monthperiod not counting those issued: | 10,000,000 (performance rights)21,000,000 (ordinary shares) | |
| •Under an exception in rule 7.2 | ||
| •Under rule 7.1A | ||
| •With security holder approval under rule7.1 or rule 7.4 | ||
| Note: | ||
| •This applies to equity securities, unlessspecifically excluded – not just ordinarysecurities | ||
| •Include here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexed | ||
| •It may be useful to set out issues ofsecurities on different dates as separateline items | ||
| "C" | 31,000,000 | |
| Step 4: Subtract "C" from ["A" x "B"] to calculate remainingplacement capacity under rule 7.1 | ||
| "A" x 0.15 | 61,564,619 | |
| Note: number must be same as shown inStep 2 | ||
| Subtract "C" | 31,000,000 | |
| Note: number must be same as shown inStep 3 | ||
| Total ["A" x 0.15] – "C" | 30,564,619 | |
| [Note: this is the remaining placementcapacity under rule 7.1] |
+ See chapter 19 for defined terms.
Part 2
| Rule 7.1A –Additional placement capacity for eligible entities | ||
|---|---|---|
| Step 1: Calculate "A", the base figure from which the placementcapacity is calculated | ||
| "A" | 410,430,796 | |
| Note: number must be same as shown inStep 1 of Part 1 | ||
| Step 2: Calculate 10% of "A" | ||
| "D" | 0.10 | |
| Note: this value cannot be changed | ||
| Multiply "A" by 0.10 | 41,043,080 | |
| Step 3: Calculate "E", the amount of placement capacity under rule7.1A that has already been used | ||
| Insert number of +equity securities issuedor agreed to be issued in that 12 monthperiod under rule 7.1A | Nil | |
| Notes: | ||
| •This applies to equity securities – notjust ordinary securities | ||
| •Include here – if applicable – thesecurities the subject of the Appendix3B to which this form is annexed | ||
| •Do not include equity securities issuedunder rule 7.1 (they must be dealt within Part 1), or for which specific securityholder approval has been obtained | ||
| •It may be useful to set out issues ofsecurities on different dates as separateline items | ||
| "E" | 41,043,080 |
+ See chapter 19 for defined terms.
| Step 4: Subtract "E" from ["A" x "D"] to calculate remainingplacement capacity under rule 7.1A | ||
|---|---|---|
| "A" x 0.10 | 41,043,080 | |
| Note: number must be same as shown inStep 2 | ||
| Subtract "E" | Nil | |
| Note: number must be same as shown inStep 3 | ||
| Total ["A" x 0.10] – "E" | 41,043,080 | |
| Note: this is the remaining placementcapacity under rule 7.1A |
+ See chapter 19 for defined terms.